Everything We've Been Through
by ASecretHistory
Summary: A series of May/Coulson one shots providing missing scenes or thoughts from inseries and preseries events. Canon compliant as much as possible. Mainly friendship centric, but with hints of romance as far as has been shown in the series so far.
1. Chapter 1: Partners

**Author's Note:** This fic will be Coulson/May friendship centric, though, you know … hints of romance there as well, because that's what the show says, and I'm nothing if not obedient. But the idea is it'll all be sort of random missing scenes or thoughts from pre-series and what we've seen so far in no particular order.

This chapter takes place preseries, but with reference to the flashback from 4x14.

 **Disclaimer:** Agents of SHIELD and all affiliated characters belong to Marvel, those brilliant bastards.

 **Chapter 1: Partners**

Coulson sighed as he opened his fourth filing cabinet drawer to find it as stuffed full of disorganised paperwork as the other three. Bored, he reached for a stack of papers and flipped through it without interest.

"Anything?"

He glanced up at May, who had been scoping the rest of the secure floor on the off chance there were any hidden safes or suchlike. They didn't have much hope. This seemed like a long shot mission, a waste of time, searching for information that almost certainly wouldn't be here.

"He needs to renew his subscription to National Geographic," he said. "And he's kept all his bills for the last two thousand years at the very least …"

She smirked.

"Exaggerate much?"

"Well, I feel like I've been going through these drawers for about that long," he muttered. "You?"

"Nada."

She walked forwards and opened the top drawer of the filing cabinet next to his.

"Oh good. Carpet cleaning fliers. Should I alert backup now?"

"This is stupid," said Coulson, dumping the stack back into the drawer and reaching for another. He was feeling distinctly uncharitable about things this evening. He had had plans. "We predicted exactly this. What a waste of time."

"Well, that's not up to us," May told him, but she was smiling slightly.

"Don't know why you felt the need to follow me on this one," said Phil grumpily. "Unless you want to have a go at my drawer opening skills."

"Because it's fun watching you roll your eyes every thirty seconds. And anyway, we haven't gotten the chance to work together much recently."

He gave a small nod of agreement and returned her smile.

"Checking up on me, huh?"

"I think we've proved more than once that that's necessary."

He grunted in response to her smirk, but didn't bother arguing. It would only earn him a long and painful recitation of all the times she was convinced she had saved his ass. She never let anything go. At this point, she was practically bragging about the fact that she was requesting to work with him.

They each worked through their respective drawers in silence and then opened new ones.

"So, you know the guy I'm seeing?" May said suddenly.

Phil glanced up.

"No."

She frowned slightly.

"Yes, you do. The shrink."

"Oh, right," he said with an apologetic smile. "I didn't know you were still seeing him."

For some reason, this earned him a pronounced scowl.

"What?" he asked defensively. "It's been a long time. No offence, but I think it's fair to have assumed you would have moved on several times by now."

She broke the scowl to roll her eyes.

"Well, you would've known if I had moved on, wouldn't you," she said snappishly. "Since we agreed to have drinks if I did."

It had been almost a year since that mission in Russia where she had told him about the shrink. He had felt at the time that she had been dropping hints, so he had suggested they have a drink if things didn't work out with the other guy. She had seemed receptive to this offer, but he hadn't heard from her about it again and in the few times they had worked together since, she hadn't brought it up.

"Frankly, I just figured you changed your mind," he said lightly.

"Because I don't keep my word?"

"Don't twist _my_ words," he retorted. "It's not as though you've been keeping me up to speed on your love life."

She emitted a huffy sigh and slammed her drawer shut a little too hard. He decided to let her fizzle down a little.

"So, what were you wanting to tell me about your shrink?" he said after a couple of minutes.

She gave him a dark look, but he could see that it was more for show this time.

"His name's Andrew," she said. "And … he wants to get married."

Phil couldn't help raising his eyebrows in surprise. Somehow he had never thought of May as someone who would embrace a life of domestic bliss.

"You gonna do it?" he asked, curious.

"I don't know yet," she muttered, fishing around in a fresh drawer. "Told him I needed to think about it."

Unable to suppress the smirk playing around his lips, he asked, "And how long since he's asked?"

She gave him a sideways glance and mumbled, "Couple of weeks."

Phil laughed and she gave a reluctant smile.

"Wow, you're really due to give an answer soon."

"Yeah, really soon. Like last week soon. So, what do you think?"

His amused smile turned to a puzzled one.

"What do _I_ think?" he asked, at a loss.

"Yeah. Do you think I should do it?"

He was now completely nonplussed. She was watching him very seriously.

"I don't know," he said with a frown. "Shouldn't you be asking someone else?"

Her eyebrows shot up.

"Like who?"

"I don't know," he scoffed. "Your parents? Friends who have actually met the guy?"

"No-one's met him. And I want to know what you think."

He studied her for a moment and then sighed.

"Well, I mean, I seem to remember expressing a hope that things between the two of you would end in disaster, so I'm probably not the best guy to ask," he pointed out with a smile.

She was smiling again as well.

"So, that's a no?"

He thought for a moment. The truth of it was that he wasn't sore about missing his shot with May. In some ways, he was almost relieved. He doubted he would have been able to keep her around for all that long in the end; he had a suspicion that her preference for civilians ran deeper than "It's less complicated". Worth it to preserve a decent working relationship and something approaching a consistent friendship – a sad rarity in their line of work.

And while he was certainly attracted to her (who wasn't?), he had never dreamed that he would find himself asking her out at all, let alone for this request to be met with anything other than an ass-kicking. Instead he had borderline gotten a yes.

And now she was here, practically stalking him on such a menial job, presumably just so she could get an honest opinion out of him. He got the impression from the look in her eyes that whatever he was about to say would matter to her. So, despite his personal lack of experience in romantic commitment, he decided to give it a sincere shot.

"He's a good guy? He makes you happy?"

"Yeah."

"And he's … good for you? He brings out a good side in you?"

There was a small pause this time, before she said, "Yes," with a little smile.

"So do it."

"Really?" she asked, surprised. "That simple?"

"What's the worst that could happen?"

She laughed.

"How romantic."

"Well excuse me, I was trying to speak May. Were you hoping for me to wax poetic about the awesome power of true love?"

"God, no," she said in disgust.

"So there you go then. You wanted to know what I think; that's what I think."

She studied him for a moment and then nodded.

"Thanks."

He shrugged and returned to the filing cabinet. Predictably, they found nothing of consequence and after a couple of hours they left the quiet office building with Coulson muttering about beaurocracy and wasted evenings. May had been quiet since their conversation, but he supposed she had a lot on her mind. He was also coming to terms with the thought of a married Melinda May.

They walked through the cool night air to the train station. There was a light drizzle and the damp streets reflected the street lights. Their footsteps tapped softly in the thin layer of water covering the sidewalk.

"I'm Level Four now," May announced suddenly, taking him by surprise.

"Oh. Well, congratulations," he said uncertainly, but she didn't appear to hear him. She was studying him closely again.

"And you don't need to confirm, but I have a source that tells me you're Level Five."

"A source?" he asked, amused.

She ignored this.

"And I notice you haven't requested a partner."

Lower level agents were usually dispatched to work with whoever the superiors decided. But from Level Five onwards, it became possible for agents to request partners. This wasn't compulsory, of course. Specialists, for instance, almost always chose to work alone, and while partnering up was most common among field agents, Phil had barely thought about it. He didn't mind working with whoever else was on the job. It actually allowed for more variety in his assignments and as such, finding a permanent partner had never seemed much of a priority to him.

"And how did you come to _notice_ this?"

"Well, for one, there's nobody else here."

"Could've given my partner a night off. I'm a nice guy like that."

"For another, I'm always approved when I request to work with you."

"Which is _how_ often, exactly?" he asked, not for the first time.

"Plus my source confirmed it."

"Should I be concerned that you're digging for confidential information on me?"

"I think you should put in a request for me to be your partner."

Somehow, he hadn't expected that. He stopped walking and she turned to look at him. He thought that she almost seemed nervous, although she was hiding it well enough.

"Really?"

"Yeah, we work well together, don't we? And it's not that uncommon for Level Fives to request Level Fours, I checked."

"That's quite the source you've got there."

"What do you think?"

He studied her thoughtfully.

"How often do specialists partner up with field agents?" he asked.

"I don't know."

"Because you realise you'll be stuck doing a lot more run of the mill field work than specialist work, at least until we're at the same clearance level."

"Specialist work can crop up anywhere. Besides, you could use someone like me to have your back."

He gave the obligatory snort, but didn't bother denying it.

"And speaking of clearance levels, you know I'm technically your superior, right? Like you'd actually have to _listen_ to me? Do what I say?" He paused here, and then amended realistically, "Or at the very least, consider what I say?"

She looked oddly sincere for a moment as she gave a curt nod. "I can handle that."

This was almost too much for him. Seriously, the notorious Melinda May, was actually asking to be his partner? Was this just one of her practical jokes?

"But … why would you want to work with _me_? Do you just like laughing at me that much?"

She grinned. "Partly. But mostly because I just ... I don't _like_ anyone else and I'm sick of working with them."

She spoke so matter-of-factly that he struggled to digest this revelation.

She rolled her eyes at his lack of a response, and then continued, "And you're pretty much the only person who can stand me."

Now he rolled his eyes.

"Please."

"I'm being serious. People don't like me."

This time he laughed but stopped at her serious expression.

"That's not true," he tried to explain. "People don't _dislike_ you. You're just too good. They're intimidated by you."

He saw the taken aback look flicker across her face, but then she covered it with a smirk.

"Are you intimidated by me?" she asked teasingly.

"Sometimes," he said truthfully.

"Probably a good thing."

He smiled at her and thought about it. He supposed that she was right. Despite their habit of bickering much of the time, he liked working with her and he knew she felt the same. He found her oddly easy to be around and, more importantly, they made a good team.

Plus, the fact that she was asking him to do this must mean it was important to her. May didn't ask for favours.

What's the worst that could happen?

"Okay."

"Okay?" she asked with a bright smile.

"Yeah, I'll put in the request."

x x x

Coulson walked into his SO's office as summoned. As usual, Nick Fury opened the meeting with a glare. It was just his way, a kind of preventative measure.

Then he said, "I got your partner request. Agent May?"

"Yes, sir," said Phil mildly.

"Seriously?"

Phil said nothing and simply smiled. Fury sighed, and flipped through the request on his desk.

"I see she's only Level Four," Fury noted, as though he didn't already know that.

"You and I both know that's just a formality," said Phil. "She'll be Level Five as soon as she hits her minimum time."

"But why a specialist?"

"Makes for good skill distribution?"

"This will probably change the nature of your assignments, too. You're likely to be moved to ops."

"Sounds exciting."

There was a heavy pause and then Fury leaned suspiciously forward.

"Coulson. Does May know you requested her?" he asked.

Phil couldn't help a grin.

"Of course she does. I don't have a death wish."

Fury looked impressed in spite of himself.

"Wow. She usually insists on working alone, you know. It's caused headaches among many a supervisor, let me tell you. Myself included."

"Well, I don't know about that," said Phil, still smiling slightly.

"I didn't even know you were looking to partner up."

"I wasn't. But I guess it can't hurt to have someone watching my back. Anyway, it was her idea."

Fury's eyebrows rose so high, they seemed to be crawling over the top of his head.

"Is that right? Nothing I should know about there?" he asked, eye narrowed.

"I don't think so," said Phil mildly.

Fury eyed him for another moment and then gave a shrug, as though he had given up on understanding his protégé.

"You're a brave man, Coulson," he said, scrawling a signature on the request form and handing it over.

"That's kind of you to say, sir," said Phil, taking the page and getting to his feet. "But I prefer to think of myself as fortunate."

"No doubt about that," Fury muttered, shaking his head and returning to the paperwork on his desk. "If you want anyone to have your back, it's Melinda May."

x x x

 **A/N:** Thanks so much for reading. I'd love to hear what you think 😊


	2. Chapter 2: Never Gave Up

**A/N:** This chapter takes place preseries, from Bahrain until the right before the Pilot.

 **Disclaimer:** Agents of SHIELD and all affiliated characters belong to Marvel, those brilliant bastards.

 **Chapter 2: Never Gave Up**

Phil Coulson had never given up on her.

x x x

After Bahrain, her life had fallen apart. In a way, she had needed it to, needed to punish herself for being the kind of monster who was willing to murder a child. She had shut down completely, avoiding everyone and pushing those she couldn't avoid away.

Andrew had done his level best. Honestly, he had. But in the end, even he had had to give up on her. She had forced him to do so.

She had done him the courtesy of telling him the whole truth about what had happened. He deserved to know why she had broken and why he could never fix her. For the longest time he had tried to convince her that he could, that they could move past this together.

But she knew he was wrong and had done him the favour of filing for divorce. He had begged her to give herself more time, but she ignored him.

He didn't understand.

There was no going back.

x x x

She had pushed Coulson away, too. Or at least, she had tried.

Somehow, she hadn't actually told him what she had done. It hadn't been intentional at first. She just hadn't been able to form the words in the immediate aftermath, sobbing helplessly into his chest. In the time that followed, she realised she couldn't face telling him. She didn't know how he might react, but she couldn't bear the thought of him knowing something so horrifying about her. She had had to tell Andrew, but with Coulson ... maybe, somehow, she didn't need to destroy all his beliefs about her.

He had been upset, of course, on hearing that she was transferring to administration. He had come to the house to try and talk to her. No one had told her at the time, but she knew Andrew had called him. She had overheard them in the hallway when Coulson had arrived.

"She won't talk to me," Andrew had said in an undertone. "You're the only other person she listens to. Please just talk to her."

It hadn't gone as she had expected at all. He had come into the kitchen, greeted her for all the world as though nothing was out of the ordinary, and made them both some green tea. Even though he hated it about as much as she hated coffee.

"I hear you've decided to work in administration for a while," he said matter-of-factly after he had sat opposite her at the table.

She said nothing.

"Well, I think that sucks."

She couldn't help looking up at him. She was so used to people walking on eggshells around her lately that this upfront approach was completely unfamiliar.

"What am I supposed to do without you?" he continued crossly. "Anyway, you belong in the field, not behind a desk."

"I don't know where I belong anymore."

Even she was surprised to hear these words come out of her mouth. They were spoken in a deadened monotone, but they were sincere.

"Well, _I_ do," he retorted. "Out there, kicking ass and saving the world, with me."

She looked away again.

She couldn't bear the look on his face. It was almost ... heartbroken. Sure, he was covering it with defiance, but she knew him well enough to see past that.

"But." It was said reluctantly and very quietly, and then followed with a drawn out pause that forced her to look back up at him. "If this is what you have to do, Melinda, then I'll work with it."

She didn't know what it was about him that seemed to calm her down, but he had always had this uncanny knack for it. Somehow the miserable twisting in her stomach seemed to ease a little.

"I mean, I'm not going to pretend I agree," he added sternly, "and I'm certainly not going to pretend to be remotely okay with losing my partner to some crappy desk job that's just so beneath her, but I will concede that it's not really up to me."

She swallowed down a desire to cry, although she couldn't articulate at what. She watched him take a sip of his tea, pull a face and clunk the mug back down in disgust.

It very nearly made her want to smile, even if only for half an instant.

An impulse she had almost forgotten.

"I'm not going to let you disappear, though," he warned her firmly. "One day, I'll bring you back."

Those words echoed in her head often over the years. As usual, he had made good on his promise. Not only was Phil Coulson a man of his word, but he was a stubborn bastard.

x x x

As such, that hadn't been the end of it.

He stopped by her cubicle quite regularly, perching on the side every couple of weeks and updating her on the joys of working with Sitwell or Barton or whoever it was. He didn't find another permanent partner. She knew he was waiting for her to come back, although to his credit, he did not bring up their situation again for several months, seeming to have decided to take her lead.

For the moment, anyway.

For her part, she was hugely torn by his approach. On the one hand, she wished he would just leave her alone so that she could move on and forget their past life together. Forget that he was out there without her, forget about who she had once been, forget about what she had lost. What she had destroyed.

On the other hand, his visits brought the only flickers of warmth to her otherwise icey life. It was difficult for her to understand why it was that he and he alone managed to revive her deadened heart just a little, although she guessed it was because they had been through so much together. In their worst moments, they had always had each other's backs, and it seemed that hadn't really changed.

One day, Coulson brought another chair to squeeze into her cubicle, stared hard at her with concern and said, "Look, I don't want to upset you, but I'm also not going to lie to you. Andrew called me. He said you filed for divorce?"

Of course Andrew had called him. Andrew knew, probably more than Coulson himself did, what he meant to her.

She couldn't find words with which to respond.

Phil was looking uncharacteristically distressed, more upset than she had seen him since Bahrain, during those long hours that he had sat with her while she had refused to allow anyone else near her, refused to move, refused to leave the girl.

She shook her head now, a firm warning that she didn't want to talk about it.

He ignored her.

"Why?" he asked instead, once more taking her by surprise with his tone. He didn't seem exasperated, like he was here to change her mind, but sincerely saddened. And she supposed this did affect him as well. Things had been personal in their little world, and Andrew had been a big part of it. Andrew and Coulson had gotten along from the moment they had met and it had been Coulson, not her, who had recommended he consult for SHIELD.

She half opened her mouth, trying to be honest, but no words would come. She couldn't tell him.

"You need him now," said Phil unexpectedly, but he still spoke sadly, mourning her marriage for her.

"No," she said. " _He_ needs me to let him go."

"He doesn't agree," came his quiet reply. "And nor do I."

She felt a flash of frustration, again an unfamiliar experience in her otherwise emotionless world.

"Well, you have no idea what you're talking about," she snapped coldly. "You know nothing about me anymore."

Phil studied her calmly until she broke eye contact. Then he asked, "What should I know?"

She didn't want to answer him. She didn't want to talk anymore. She wished he would just leave her alone. But he wasn't going to, she knew that much.

"I'm not the same," she said eventually, growing tired of his relentless staring. "I'm not who Andrew needs anymore. And I'll never be that person again."

She expected him to disagree, but instead he seemed to be thinking about this. Finally he sighed.

"Well, if that's true, I guess we need to figure out who this new version of you is."

She frowned slightly.

"We don't. You should move on from this. I'm not the same for you either."

But she recognised the steely look in his eye which meant nothing could ever convince him to change his mind.

"Maybe not, in some ways," he said. "But you are something to me in many ways, and I know that some of them are still there. Maybe you're a different May, but you're still May."

There was a wrenching in her chest now as she tried to resist _feeling_.

This was so typical of him. How he managed to be both demanding and accepting at once. He wasn't trying to make her who she was again, and yet he was refusing to let her go.

"You might not like this version very much," she mumbled, her words tripping awkwardly from her lips, her attempt at a warning falling flat.

"I'll get used to it," he said, that characteristic mild look of his back in place, a flicker of a twinkle in his eye.

She was staring at him, feeling at a loss. But she was less annoyed than she might have thought. Because for the first time, she came to realise that maybe there was one thing from her old life that didn't need to be wiped away completely.

Maybe her friendship with Phil Coulson could adapt to their new circumstances and, somehow ... _Persist._

x x x

It did.

Seemingly impossibly, despite everything, Coulson remained the one constant to her new life.

She hadn't exactly been flush with friends before, but she had successfully driven even her few respected colleagues away. Nobody came by her cubicle anymore for any reason other than admin needs. They were polite, friendly even. But as distant as she forced them to be.

Her new notoriety didn't encourage social ease either. She heard the rumours about her, noticed the awed whispers and stares, learned of her hateful new title. The Cavalry. She had smashed a good few breakables the night after hearing that for the first time.

She stopped talking to her parents, too, for the most part. She made dutiful monthly calls so they knew she was still alive, but her interaction stopped there. They had found out about the divorce through Andrew and about Bahrain through some contact of her mother's, but she refused to talk about any of it with them.

She had cut Andrew off completely, ignoring all calls and attempts at contact after the divorce was finalised. This was her greatest pledge to herself. Whatever happened, Andrew had to move on from her. She had to free him.

But Coulson still showed up.

Opening up to this version of their friendship was a slow process for her. At first, there had been his short visits to her cubicle. Shortly after their discussion about her divorce, he started to suggest they get drinks after work every now and then. It took a long time before she agreed.

She began to relax a little into their new friendship, but remained restrained for the most part. There was none of the teasing cheery ease of years past, but she was able to take a shadow of an interest in his new life, able to converse more naturally, able to smile sometimes.

She saw him less and less frequently as time passed. Freed from a partnership and ops, Coulson was being charged with increasingly more high profile missions, acting more and more as Fury's right hand man, particularly with certain initiatives she wasn't technically supposed to know about. As such, he was often away for long stretches of time, but on returning he would always manage to drag her out to drinks or possibly a burger to catch up.

Despite all of this, she remained distant, guarded. Because as much as he was willing to adapt to her, he remained unchanged, still Phil Coulson, a good man to his very core. And that side of him seemed unreachable to her new self, something worlds beyond her grasp. She could only watch it from afar.

He did begin trying to get her out in the field again, as promised, but never with any success. It was always the same conversation. He would materialise at her cubicle every couple of months and give her a one sentence summary of the assignment in question.

"Thought you might like to join me on this one."

"No."

A determined smile, eyes twinkling in the face of her eye roll.

"Next time."

As months turned into years, a wary companionship settled between them. She grew used to it, to having someone to talk to sometimes, someone to rely on to always show up, someone to still believe in her. He remained as light-hearted and friendly as ever in the face of her stoniness and she found herself softening just a little for him. She learned to smile just a little bit more. He was also the one who determinedly kept them connected in the real world. She simply followed his lead in that.

But in her soul, her attachment to him, already stronger than she could ever have explained, grew more and more solid, immutable, embedded within her like roots of a mountain. When everything else in her life was dark and empty, he was all she had.

x x x

Hill had been the one to tell her he was dead.

She hadn't thought she would be able to find a contender for the worst day of her life, but this one hurtled into the lead with no trouble, Bahrain fading into the distance.

 _Dead_.

"We thought you should know first," Hill had said quietly. "You were closest to him."

 _Coulson. Dead._

"He died a hero."

"He was always -"

Her throat closed up and stopped working. It didn't work again, not for weeks.

She should have been there. She should have had his back. How could she ever forgive herself?

If the darkness before had been empty, it was solid now. Thick darkness closing in on her, suffocating her, clogging her throat. Nothing else existed. She couldn't cry, she couldn't feel, she couldn't do anything. She wasn't anything.

She was frozen in time, without a lifeline.

He had been her lifeline.

x x x

Fury had been the one to tell her that he was alive.

"I know it sounds impossible, but we brought him back."

 _Alive_.

When he explained how, told her about the TAHITI project, told her awful things about what they had done to him to bring him back, she barely heard any of it.

 _Phil's alive._

After the initial wave of lightheaded surreal joy had hit, and she had found herself instantaneously, inexplicably freed from the darkness, something else settled in her chest, unyielding as iron. A determination, a vow.

Phil would get his wish. From this moment on, she would never leave his side again. She would be there, watching him and making sure he was safe. No matter the cost to her, she would protect him to her last breath.

So, when Fury asked her to do the unforgiveable, in order to protect him, she didn't hesitate.

"Anything," she said.

x x x

Sometimes she looked back on that time, when she had thought him gone, and was convinced she would have died. Convinced her despair would have sucked her straight down to the gates of hell.

She would never tell Coulson that, of course. He would hate that.

She hated it too.

Freed from her self-imposed exile, she had found new purpose now, a reason to keep going. And she knew she would never again give up on life, because he never had.

Phil Coulson had never given up.

x x x

 **A/N:** Thanks so much for reading. I'd love to hear what you think 😊


	3. Chapter 3: Boundaries

**A/N:** This fic takes place from S02E20 to sometime after May comes back in S03E06. It's just filling in the missing bits there on how they came to get their friendship back on track.

 **Disclaimer:** Agents of SHIELD and all affiliated characters belong to Marvel, those brilliant bastards.

 **Chapter 3: Boundaries**

She was so angry with him.

Honestly, he felt it was all rather on the hypocritical side. She had lied to him for Fury, after all.

But anyway, he thought that she of all people would understand. Things were different now. He was the Director of SHIELD and even though he was still finding his feet, nobody could possibly tell him that they didn't expect the title to come with its secrets. Least of all May.

But here she was, spouting shit at him that they both knew wasn't true.

Accusing him of caring about the truth of Bahrain, as though he cared in any capacity other than heart-wrenching concern for her.

Claiming that they owed each other nothing, as though they didn't owe each other everything.

The thing that really peeved him was that comment about boundaries.

 _Back then, our boundaries were clear. I was married to him and I worked with you._ As though they had never been friends.

"Melinda -" he had said crossly at this, but she had cut him off. Honestly, she wasn't even giving him a chance to explain, to apologise. Did she think he liked keeping secrets from her? She was his right-hand woman, his partner, his ally. The one person he trusted above everybody else.

Did she think that none of that was true for him anymore? Seriously?

He bristled as she walked away, leaving a last stinging remark about the whole alien writing thing, about how she should have stopped him. Really hitting all the buttons there. She was a pro at pushing people away, after all.

He paced moodily around the empty hangar for a while. Some homecoming.

x x x

It didn't take too long for it to occur to him that he was the one being hypocritical.

When he really thought about it.

Yes, he had forgiven her for reporting to Fury, for keeping the truth about TAHITI from him, but not before he had punished her, rejected her, banished her.

Everything she was doing to him now.

He had told her that she wasn't his friend. That things between them weren't personal.

He had rejected her pleas, her apologies, her explanations.

He had scoffed when she told him how much she cared for him.

He had been so hurt, had felt so wrong-footed by the realisation that _she_ , of all people, had been lying to him, that he had questioned everything he knew to be true about their relationship. Even as he heard her words, even as he knew in his heart of hearts that she had, in fact, done what she had done to protect him, still … he questioned. He doubted.

Because, at the time he had felt that her reasons didn't matter.

Betrayal was betrayal.

And it was no different this time.

x x x

Maybe if she hadn't found out like this, things would have been different. Timing was everything and their timing on secrets really sucked.

He had found out about hers right as everybody was scrambling to figure out who was betraying SHIELD. And she had found out about his during a coup against him, by people who distrusted him, while she had been doing everything she could to defend him.

He had assumed he would be the one to tell her eventually. That he would sit her down over drinks and go over everything he had done behind her back. He would have an eloquent speech prepared and would have been able to express his heartfelt apology before she got the chance to get too mad.

Certainly, he expected that she still wouldn't have been too impressed, would likely have given him a stern lecture, but just the same.

But now he wondered ... How much better would it have gone in reality? Especially when adding Andrew to the mix?

Would _he_ have felt better about her lies had he found out from her as opposed to how he had?

He honestly wasn't sure anymore. Maybe it would have been slightly less traumatic, but he simply couldn't see himself being all gung-ho about it no matter how gently she may have broken it to him. The fact of the matter was that it was the violation of their borderline sacred trust that had hurt so much. The sense of betrayal.

And he had done that now. However he may have told her, there was no getting away from it.

In the end, he had needed time. And while he had been pushing her away, lashing out so cruelly, hurting her, she had not sat around and sulked. She had gone out there to prove herself to him, to win back his trust.

It was the least he could do now to try and do the same.

Plus, there was the fact that he hadn't let her push him away the last time she had tried, and he wasn't going to now.

And he was just going to go ahead and ignore all that rubbish about boundaries.

x x x

He went about it by resolutely demanding and then following her advice as much as he could. Even when it came to Skye. He knew she noticed, but she didn't exactly thaw much. The best that could be said was that she tempered down the venom.

But it didn't matter, he thought. She would come around with time, just like he had.

The two of them really were all too similar when you got right down to it.

x x x

Maybe losing his hand had helped accelerate the thawing process, if he wanted a silver lining to being dismembered.

He lost a fair amount of blood after Mack so unceremoniously chopped it off (to save his life, maybe, but still) and he had blacked out pretty quickly. He didn't even remember how he wound up back in the base.

Simmons was busy hooking him up to yet another blood transfusion as he slipped in and out of consciousness when he heard raised voices - May somewhere in the background threatening Mack with a more thorough dismemberment at her own hands.

He smiled to himself as he listened to the argument unfold (Mack insisting angrily that she would have done the same thing to save Coulson's life, while she insisted just as angrily that Mack should never have allowed Coulson to catch the crystal in the first place) but his eyes were too heavy to open.

It wasn't long before it was just her voice left in the room.

"I know you're awake."

With enormous effort, he forced his eyelids open.

Her irritable features swam into focus.

"I can't believe you let him get away with cutting off your hand," she said stiffly, and he knew she was trying to hold back her anxiety.

It took a lot of effort to speak, but the sight of her gave him a small burst of energy.

"Well, he _did_ save my life, so ..."

Her face grew stony.

"You should have been more careful. I don't know how many more times you're going to make me remind you that you're Director now and SHIELD needs you. You need to take care of yourself."

"So, what do you think I should have done then?" he asked her, feeling distinctly more cheerful about things. He knew a buried May conciliatory tone like the back of his … well, his other hand. "Stayed home?"

She shook her head in exasperation, but didn't offer an alternative. He could see the strained lines underneath her carefully annoyed expression and tried to think of something to say that was both comforting, yet impassive. They were still in a semi feud, after all.

Unfortunately, his blood loss was making his head painfully groggy, and his usual skill for nuance seemed to have dissipated.

Instead, as his eyes drifted sleepily closed, he mumbled bluntly, "Stop worrying, I'm okay."

There was a pause and he almost nodded off.

Then he heard her whisper, "You almost died." Recognising the hidden emotions of Melinda May was something of a specialty of his, so the catch in her voice that said so much, that told of regret, affection, fear, tenderness, wasn't lost on him.

He felt a great well of emotion in his own chest and tried to muster something eloquent, kind, reassuring, but the fog in his mind was rolling in with determination.

"M'fine," was all he managed.

He knew he didn't imagine the warmth of her hands closing around his remaining one right before he lost consciousness completely once more, and that warmth stayed with him in his chest and through his dreams.

x x x

He knew she was back with Andrew (he wasn't blind), but he made her confirm it anyway when she asked him for a vacation.

They were back on friendly terms, her obvious concern for him in the immediate aftermath of his injury rendering any previous attempts at undermining their friendship rather pointless. But she was still a bit distant. He knew perfectly well that even though she had forgiven him on the surface, she was still harbouring some hurt and betrayal deep down, and he was fairly certain that her request of a vacation had as much to do with needing space from him as it did needing space from SHIELD.

This hurt.

Perhaps he had no right to be hurt by it, but just the same. So, looking for any other reason she may have for wanting to go away, he fixated on the ideal one.

"Are you vacationing alone or do you have a partner in mind?" he asked her teasingly as she handed him her request, ignoring the knot of shock in his stomach.

"I don't believe I have to declare the nature of my vacation for approval," she said, a little bit more coolly than necessary.

He rolled his eyes and signed the page in front of him.

"Well, of course I approve it," he said, trying not to let his unreasonable irritation come through. He had also been crabbier since his hand had departed, and he really felt that it was altogether bad timing for May to depart as well. "I just mean, I've noticed that you and Andrew -"

"Does "none of your business" mean anything to you?"

He could see that her words had come out more harshly than she had meant them to, and for a moment, their repressed tension seemed to materialise vividly, like a humming electricity between them. He supposed his hurt feelings had shone through as clearly as hers in that fleeting second, because she suddenly looked sorry.

It occurred to him then that she didn't _want_ to be angry with him anymore. She just couldn't help it.

"Yes," she said, putting in a valiant effort at a smile. "We've decided to give it another try."

He was actually rather moved that she had been willing to admit this in an attempt to keep things friendly. He smiled back, and it was mostly genuine. After all, Andrew had always made May very happy, and even though Phil felt a sort of resentment that he was now taking May away from him, he chose not to brood on it. He had been against their divorce, so of course he supported their reconciliation.

"That's great news, Melinda," he said honestly, and her expression softened significantly.

At the time, he had thought that he would see her again in just a couple of weeks, and he hoped fervently that that would be enough time for things to go back to normal. He had come to rely on her close friendship and counsel more than ever since shouldering the responsibility of directorship and he didn't relish the thought of doing it alone.

So, when she called him the day before she was supposed to come back, on a slightly fuzzy line, his heart sank.

"Calling with good news?" he asked with trepidation.

"I need more time," she said shortly.

He had to swallow down a lot of emotions, intense disappointment chief among them, and it took a couple of seconds before he could speak.

"How much more?" he asked, trying, and failing, to sound neutral.

The length of her pause did nothing to make him feel better.

"Phil …"

 _Oh God._

"I'm not sure if I'm coming back."

He could tell that she had forced the words out as quickly as possible and now she said nothing in the face of his stunned silence.

"Why?" he managed eventually as, almost without thinking, he tapped the button on his desk to trace her call.

There was another pause, and he was terrified of her answer, suddenly convinced that she had realised that she was unable to forgive him after all. Maybe being back with her honest, open, civilian-non-spy ex-husband had made her further question the validity of his friendship.

Almost as soon as the thought occurred to him, he was certain that it must be the case, so he was taken completely by surprise when she said, "It didn't work out with Andrew."

And then, before he had time to process this, she added, "He left me."

" _What_?" he blurted out in shock. "Why?"

She didn't answer him, but she didn't hang up either.

"I just, I can't come back," she said, her voice flat.

His head spinning, Phil thought wildly of anything he could say to change her mind.

"Please," was all he managed, and he immediately hated himself. In the moment it took her to try and respond to this, he managed to gain some control of his faculties again and spoke quickly before she could.

"Well, I don't need to keep Andrew on to consult," he tried, wondering if that may have been weighing on her. "If that's -"

"No," she said firmly. "Keep him. I'm not coming back either way."

His stomach going cold, he murmured, "Is this a resignation?"

If only he could see her face right now, these typical May silences would be less infuriating.

"I don't know," she said eventually, but he could hear a note of goodbye in her voice and he felt his heart descend into something approaching despair. What had he done?

Well, all the more reason to try and prove that he was still a good friend.

"If this is what you need, Melinda," he began, echoing words of years past, but he was unable to finish the thought, his voice having caught in his throat.

"Thank you."

He heard sincere gratitude in her monotone. He also knew she was about to hang up, and he had a very unpleasant task he now had to do. One he had hoped to do in person.

"May, before you go, I have to tell you something."

"What?"

Her voice told him that she sensed it was something bad.

"It's Simmons."

x x x

The months without her were rotten and depressing. He floundered, missing having her as his sounding board, but kept doing everything he could to try and restore SHIELD properly. Andrew kept telling him he was being reckless, but Phil ignored him.

His resentment towards Andrew had increased rather a lot, and he wasn't all that skilled at hiding it. Not that he was trying very hard. Andrew, being Andrew, had picked up on it rather quickly.

"I know you blame me that Melinda hasn't come back," he had said one irritable afternoon after a couple of weeks, in the face of a definite moodiness on Phil's part. "But she decided that on her own."

"After you left her," Phil retorted angrily, but he immediately checked himself, and held out a hand to stop whatever it was that Andrew was about to say. The thought of what May would say if she heard that was enough to bring him out of his bad mood and into a more natural reasonable one.

"I'm sorry," he said, meaning it. " That was out of line. I don't know what happened between you, and I don't want to. I'm just …"

"You miss her," said Andrew kindly.

Phil said nothing, but it was because he didn't need to.

With a sigh, Andrew said, "Look, Phil, you're her closest friend. She'll come back eventually."

"I screwed up, though," Phil admitted, his repressed guilt making an aggressive reappearance in his chest. "Did she tell you?"

"You've done a lot for her," Andrew said, "and she won't forget it. But you know Melinda, she just needs …"

"Space, I know," Phil muttered, but he didn't add the thought that was currently responsible for the slightly panicky helpless feeling that he was constantly battling.

 _I've lost her_.

x x x

Later, once she had returned to SHIELD and their friendship had returned to normal, they managed to have a candid conversation that finally convinced him that he had been wrong. That he had never lost her.

"How long," she asked him unexpectedly, over a scotch in his office, "before you would have come to get me?"

He eyed her over the rim of his glass for a moment, and then smiled.

"Whatever do you mean?" he said, with pseudo innocence.

She smirked at him.

"I know you knew where I was," she said. "You weren't surprised when I told you."

He pretended to consider her words.

"Well, I mean, once I heard your dad was recently in an accident, it seemed pretty obvious," he said casually. "Kind of a two-birds-with-one-stone type thing."

"And how did you happen to hear about that?"

She was amused, and he was rather enjoying their return to light-hearted banter, while they both pretended that it might be a point of contention that he would have searched relentlessly until he knew where she was. Which, of course, he had.

"I hear about a lot of things," he said vaguely. "Nature of the job, you know."

"Hm."

Another pause as they both sipped their drinks, not breaking eye contact.

"Maybe another couple of months," he said.

"I'm surprised you waited as long as you did," she said, not quite managing to hide a faint heaviness from her tone, and he suddenly wondered if it was possible that he had let her down somehow, allowing someone else – Hunter, of all people – to be the one to bring her back.

"I know you," he said earnestly, his tone shifting suddenly from playful to sincere. "When things go wrong, you need time and distance. And a lot of things went wrong, not just here, but …"

He left off, not wanting to say Andrew's name in this moment.

She looked away momentarily, but looked back at him as he spoke again.

"I wanted you to come back of your own volition, because _you_ wanted to," he explained. "After everything that went wrong with you and me, I thought it might be better to give you a chance to ... choose to forgive me."

She stared at him.

"I mean to say, I didn't want to force you -"

"That's just … I mean, that's not why I left," she said.

"Yes, it is."

A thoughtful pause.

"Well, maybe it was part of why I needed the vacation," she admitted at last. "But it's not why I didn't come back. That was something different, about me. I needed to ... remember who I am, away from SHIELD." He was watching her intently and he saw her indecision before she added, "Not ... not you."

He nodded, his unbidden relief momentarily overwhelming his ability to speak. They both looked away for a few moments, the warmth between them bordering on too intimate. He was going to just let things lie right there, perfectly happy that things were finally, unquestionably, resolved. But then he felt suddenly that he should clarify something.

"I _would_ have come for you, May," he said quietly, eyes fixed on hers once more. "Never doubt that."

x x x

 **A/N:** Thanks for reading!


	4. Chapter 4: Buried

**A/N:** Thanks for the feedback, it's much appreciated! This chapter takes place over S01E19 and S01E20 – May leaving and coming back.

 **Disclaimer:** Agents of SHIELD and all affiliated characters belong to Marvel, those brilliant bastards.

 **Chapter 4: Buried**

May gazed rigidly out the window as they whizzed down the long, deserted roads, avoiding eye contact. Her mother was one of barely a handful of people who could decipher her emotions, but May couldn't face discussing them now. Particularly since her mother's brand of intuition was rather more cutting than, say, Phil's.

She was in turmoil, stunned by the events of the last few days. Destroyed by the loss of the friendship of the person who meant the most to her. After so long of trying to push him away, she had finally found the one way she could have succeeded. Except this time, she only wanted him back.

And she would do it. She would find him his answers and prove to him that she was on his side. And if, after that, he still couldn't forgive her, well … that was a punishment she would have to learn to live with, although the prospect filled her with cold horror. As such, she remained fixated on her goal and ignored the possibility of failure.

"And how's Phillip?"

Taken by surprise, May said, "He's -" before managing to check herself.

"Coulson's dead, Mom," she amended, although she knew it was probably too late.

Her mother looked amused.

"Do you really think I don't know that Fury brought him back?" she asked. "Do you think me so out of the loop, Melinda?"

May hadn't spoken much to her mother since returning to the field, only reporting that she had and that further details were classified. But it wasn't impossible that she had found out about Coulson; she and Fury had been friendly for many years, something that May had always found somewhat discomfiting.

"Fury's dead, too," May said, trying to change the subject. "I assume you heard."

Her mother gave a snort, but said nothing. May eyed her for a few seconds and reflected that it seemed those who knew Fury best were all of the opinion that he was still out there.

Comforted by the thought, and suddenly feeling a sort of camaraderie with her mother in the face of the uncertainty she was facing in all other areas of her life, May found herself asking, somewhat resignedly, "How did you know? About Coulson?"

Her mother's eyebrows shot up.

"From you, of course."

May stared at her.

"I never said -"

"No," said her mother in an irritatingly patronising tone that immediately reverted May back to annoyance. "But I know _you_ , how stubborn you are. The only way you would have gone back into the field was for him."

May rolled her eyes and turned away, as usual thoroughly infuriated by her mother's insight into her feelings.

"Am I wrong?" said her mother, still aggravatingly amused. May said nothing. "So, I called Fury and asked him."

May let out a breath of utter disbelief.

"And he just told you?" she demanded.

"Of course, why wouldn't he?"

May shook her head and didn't bother trying to point out that the vast majority of SHIELD thought Coulson dead, including the Avengers, and that the rest of the intelligence community had been expressly kept in the dark. Her mother had always had an easy air of entitlement about confidential information and, as long as May had known her, had never felt that there was a good reason why she shouldn't know something.

They drove in silence for another mile or so, and then her mother said, "So? How is he?"

"Fine," said May, a little tightly. And then, worried her mother might sense the nature of her strained relationship with him, she added, "Rattled, with everything that's happened. But otherwise, fine."

"And where is he now?"

The audacity of such a question was too much.

"Sure, how about I give you his precise co-ordinates?" she snapped. "Or implant him with a tracking device for you?"

"I only meant that I notice he's not with you, Melinda," her mother retorted, nettled. "I assumed he might be."

"Yeah, well, I'm looking for information for him," said May coldly. "We do function as independent entities, you know."

"Not often," her mother muttered, and May glared at her.

They had had arguments about Phil more than once in the past. Her mother had always felt him a threat to her relationship with Andrew, warning her to be careful. _I can see how much he means to you, Melinda. Just be sure that Andrew stays your priority._ This, of course, had enraged May every time it came up, and was the source of many of their worst arguments.

It wasn't that her mother disliked Phil. Quite the contrary, she, like pretty much everyone, was thoroughly charmed by him. _A good man. We're not all so lucky as to have partners like that_.

But she knew the reason May had chosen to marry someone outside of SHIELD was that she had wanted a family, something borderline impossible between two field agents. Her mother supported this, having made a similar decision when marrying May's father. But her job had, in the end, ruined her marriage and as such she had become overly concerned about the same thing happening to May.

"What's that supposed to mean?" May demanded now. It was probably a bit unwise, but May's nerves were frayed, and she suddenly welcomed the thought of a proper argument, a release for her tension.

Infuriatingly, her mother said nothing.

"Is this some kind of I-told-you-so thing?" May pushed, her voice rising slightly. "About Andrew?"

Her mother rolled her eyes.

"Why so sensitive?" she asked, also annoyed. "I didn't mean anything by it."

May was fuming.

"It's not because of Phil that Andrew and I split, you know," she said, her voice shaking.

"I know _that_."

"If anything, Phil tried to keep us together, he -"

"You always deliberately misunderstand me," said her mother loudly, talking over her. "I have never said I thought Phillip was looking to ruin your marriage in that way. Of course he wasn't. I know he has always been a good friend to you."

Remembering suddenly that that might not be true anymore, May felt her stomach drop down a few inches. She barely heard what her mother said next.

"I was worried that _you_ didn't have your priorities straight, something you always chose to ignore."

May, who was now wondering how she could have ruined a friendship that had survived almost three decades in the face of extreme pressures, including a fair few encounters with Lian May, didn't bother responding.

"But I like Phillip, you know that, and I'm grateful to him. He has always had your back and he helped you in ways nobody else could have."

May's rage had dissipated as quickly as it had come and suddenly, to her horror, tears sprang to her eyes. She looked out her window quickly, but there was no point trying to hide them. God, talking to her mother was always a mistake. This conversation was doing nothing to help her and everything to remind her of what she would lose if she lost Phil.

"Melinda?"

Her mother sounded both surprised and worried. May had never cried in response to a disagreement with her before.

"I don't want to talk about this anymore," she said, as firmly as she could while fighting tears.

There was a strained silence.

"I'm sorry," said her mother, and this was so unexpected, so unprecedented, that May actually turned to stare at her, despite the moisture still in her eyes. Her mother shrugged and said, with exaggerated composure, "I don't want to reopen old wounds. I can see you are struggling with new ones."

May let out a sigh and they sat in silence for another ten minutes. While this might be some kind of record in restraint for her mother, her unasked question dominated the small space in the car until May felt it was suffocating her.

"I made a mistake," she finally confessed. "And he's sent me away."

Her mother looked hard at her.

"That must have been a big mistake," she commented unhelpfully. "To push _him_ so far?"

Gritting her teeth and regretting, for the umpteenth time, confiding in her mother, May said, "It was."

"I assume this … _information_ you're looking for, is a way of making things right?"

May nodded, staring out the window again.

"If it's enough."

"Well it had better be," said Lian May firmly. "I haven't forgiven you for leaving Andrew, and I certainly won't forgive you for losing Phillip."

May, who ordinarily would have reverted straight back into a towering rage in response to this, felt only deep sadness.

"Me neither."

x x x

Fighting the nervous dread in her stomach, May slipped into his dark room at the motel, hoping to avoid the rest of the team for the moment. She had to speak to him first, to show him what she had found. And then she would find out whether she would be allowed to stay.

Whether he would want her to stay.

Hearing about Ward from Hill had been an odd experience, an intense twisting knot of horror and fury in her chest that was mostly dominated by an even greater sense of urgency to get back to Coulson. She didn't know how he might be feeling about her after everything, but she did know that she should be there for him, now more than ever. Even if he didn't want her to be. Even if he no longer thought of her as someone he could trust, as a friend.

The point was that, even if he felt that way, she knew he was wrong. And if he allowed her to stay, if only as an ally, then she would do it for him. Because _she_ , at least, knew he could trust her.

Of course, there was always the possibility that Ward's betrayal would have made him even more angry, less tolerant of lies, maybe even less trusting of her. That he would tell her to leave again and never come back. But the thought of this possibility was too painful, so she firmly tucked it away and waited, trying to rehearse what she would say to him. How she might, once again, beg for his forgiveness.

When he finally opened the door and stepped into the room, her heart leaped with nerves, afraid of how he might look at her, afraid of the anger and disgust she had seen in his eyes when he had looked at her before. A look she wouldn't soon forget.

He paused at the sight of her, the door clicking shut softly behind him.

And in that long moment, as they stared at each other, she knew that it would be all right. He took a few steps forward, remorse etched into every line on his face.

"I was … hoping you'd come back," he said quietly.

There was another pause as she felt the tension ease out of her muscles as intense relief washed through her body.

Before she had a chance to say anything, he began, "Ward is -"

"I know," she said quickly, not wanting him to have to say it. "Hill told me."

She felt her heart ache at the sight of his tortured expression as he gave a tight nod. She knew he blamed himself. But she didn't have time to talk about that now, and she walked forward as well, coming to a stop in front of him.

"There's something you need to see," she told him earnestly, determined not to discuss anything until he had seen what she had found.

Once she had opened the laptop and started playing the video, she didn't look away from him as he watched it.

She had no idea how the news may affect him, how it may even affect his decision to forgive her. It had occurred to her, as she had watched in shock in her hired car, that this may very well trigger more anger directed towards her. While she hadn't known about this, had she not kept the truth about TAHITI from him, he may have had the chance to find out this detail earlier, to discuss the matter with Fury before Fury's supposed death.

He, however, simply sat in stunned silence as he watched, and then for several long seconds after the video had ended.

"Huh," was all he seemed to manage.

She continued to watch him, a bit nervous, but he just continued to sit there, frozen.

After another minute of this, she decided to take matters into her own hands and reached over to shut the screen. He seemed startled out of a reverie, and he turned to stare at her.

"How did you find this?" he asked her, dazed.

"I dug up your grave," she said shortly. "Are you okay?"

He got to his feet and rubbed his eyes as he turned to face her properly.

"I don't know."

"At least we know you're not Hydra," she said, trying for some flippancy. "That's encouraging."

He dropped his hand from his eyes and gave her a tiny smirk.

"So comforting to know you had your doubts."

But he was teasing her, and her immense joy and relief crashed dramatically with a great well of repressed hurt and misery, and she gave a watery laugh as her eyes filled with tears again. She wished she wouldn't keep crying in front of people.

His expression sobered into one of concern and regret.

"I'm so sorry, May," he said quietly, taking a step closer. "For everything I said to you. I was way out of line."

"No," she said softly, swallowing back the lump in her throat. "I should never have lied to you."

"You were looking out for me," he said. "As always."

"Not always," she muttered bitterly. "Not when it mattered."

There was a beat as he stared at her, looking faintly confused. She turned away, wishing those words hadn't slipped out, and also wishing he was the kind of person who would let it go.

He wasn't.

"What do you mean?"

"Forget it."

"May …"

Helplessly, she returned her gaze to his as she watched comprehension dawn slowly over his features. He shook his head slightly as he stared at her, his eyes filled with empathy.

"No, don't blame -"

"I should have been there," she said through a clenched jaw. "I'm supposed to have your back, I -"

"Loki is basically a god, Melinda," said Phil firmly. "No-one could have stopped him. Even Thor -"

" _I_ would have stopped him," she said, her voice cold and certain. She knew, somehow - even if the rest of the world doubted it, even if they said it was impossible – she knew that she would have prevented his death had she been there.

"I would never have let you face him alone," she continued now, glaring at him, daring him to contradict her. "I would never have let you die."

He responded with a gentle smile, eyes filled with affection.

"I'm so glad you came back," he said and reached over to squeeze her wrist.

The gesture took her slightly by surprise, and she felt her expression soften into one of matching affection.

"Thank you for forgiving me," she said, her voice barely above a whisper, struggling to get the words out past her emotion.

He shook his head again, but she pressed on, wanting to say what she had been rehearsing before.

"I know I betrayed your trust. We don't lie to each other. That's not what we do." She paused here to steady her breath. "I promise you, it'll never happen again."

"I know," he said kindly. "And I promise never to doubt your friendship again."

Taken aback, she blinked at him.

"That's not what we do, either," he said, his smile tinged with sadness.

She let out a breath through her nose and twisted her hand in his so that she could squeeze his wrist as well. It was all okay now, she thought to herself as they smiled at each other. There was nothing else that needed to be said. She felt the warm familiarity of their trusting companionship reform gently between them and felt happier to be back with him, out in the field, than she ever had before.

"So," he said after several long moments, "will you be sleeping here? I don't have another room for you."

"Sure," she said, letting go of his hand, suddenly unable to stop smiling. "If that's okay."

"Of course," he said. "I'll just go and change in the bathroom."

They had shared hotel rooms and beds countless times during their years working together, so it felt as natural as anything to get ready for sleep while he caught her up on everything that had happened since she had left.

"Sounds like I missed out on all the fun," she observed, settling in to her side of the bed while Coulson dug around, looking for his phone charger. "If I'd hung around a little bit longer -"

"Ward probably would have killed you," Coulson finished grimly. "So, all in all, I'm glad you weren't around for that part. As unfun as it was to come back and discover you were gone. Where did you go anyway? Did you _walk_?"

"For a while," she said. "Then my mom picked me up. She says hi, by the way. She's pleased you're still alive and pissed with me for upsetting you."

Phil looked amused, but his eyes were tinged with warmth. Like Andrew, he got on far better with her mother than she did.

"Sounds like a fun car ride," he said, finally producing his charger.

"Oh, it was a blast," she said coolly. "We really could have used a buffer."

"Hm, well I'll have you know it's no picnic for the buffer, being caught between two Agent Mays."

He gave her a cheerful grin and disappeared back into the bathroom to brush his teeth.

She chuckled and lay down, facing the window and closing her eyes, looking forward to a proper night's sleep. Her first one in some time. She was exhausted. She felt Phil lift the covers on his side of the bed and climb in beside her. He switched off the lights and she felt herself begin to drift off.

"Wait a second," came Phil's voice suddenly. "Did you say you dug up my _grave_?"

x x x

tbc

 **A/N:** I'm going to expose my obsessive side here a little. I always try as hard as I can to keep my characters as _in_ character as possible. OOC fics are a pet peeve of mine. So, I was worried that maybe them sharing a bed in the end may seem a bit ooc, but the more I thought about it, the more convinced I was that it would make less sense if they didn't. They have little to no funds for extra rooms, and who else would May share with? Skye and Simmons? Somehow, I just don't see that, not at this point in the series. I just feel like she and Coulson would have so much experience with this sort of thing that they'd barely even think about it. Anyway, I'll stop defending myself over such a silly detail now, and just say thank you so much for reading!

Also, I want more Mama May in the series!


	5. Chapter 5: I'll Take Care of You

**A/N** : Sorry for the delay everyone. I've been moving house so things got a little crazy for a while back there. But I'm back 😊 This chapter takes place from the final scene of season one until S02E07, following Phil and his newfound carving hobby. Thanks again for your feedback, it's greatly appreciated.

 **Disclaimer:** Agents of SHIELD and all affiliated characters belong to Marvel, those brilliant bastards.

 **Chapter 5: I'll Take Care of You**

He was more than slightly disconcerted once he came back to himself and saw the impressive pattern carved on the wall in front of him. He stared at it, stunned, at a loss, mouth slightly open, as his consciousness slowly sharpened. He felt as though he had emerged from a dream only to discover he had been sleepwalking, not dreaming. Or that someone else had been controlling his body.

Then he panicked slightly for a few minutes. His hands were trembling from the effort exerted during the carving and beads of sweat dripped down the back of his neck. Had he lost his mind? So suddenly? So quickly? Was he as off his rocker as Garrett and simply hadn't noticed?

Only one person would be able to tell him for sure.

He paced out of the storage vault (wondering how he had even gotten there) and headed straight for May's room, where he knocked politely and waited, hardly daring to breathe. He wasn't going to think about anything until she was with him. She opened the door after a few moments and he was momentarily struck by how flawless she managed to look at all times, even when emerging from deep sleep. Judging from the look of concern she gave him almost at once, he guessed he was not as blessed.

"What's wrong?"

Now he was half struck dumb, unsure what to say,

"Phil?"

"I did something," he said at last. "I … just, come with me?"

She nodded, frowning slightly, and stepped out of her room, closing the door behind her. They walked side by side in silence as he led her down to the storage vault and all the way to the back wall. Then he stopped and turned to look at her as he heard her draw a sharp intake of breath at the sight of it. Even though he had already seen it, he also felt struck again by the immensity of what he had done.

"You did this?" she asked after a long silence, turning to stare at him.

"Yes."

He wanted to add something, expand on what had happened, but the look on her face was making him flounder for words. A look so intensely concerned, he half felt as though he had told her he was on his death bed. He almost wanted to reach out and comfort her, tell her everything would be okay.

However, May being May, she got a hold of herself within moments, and her face settled into a more neutral expression, prepared for what was coming.

"What happened?"

He swallowed.

"It was … almost like a trance, I guess. I wasn't really aware of what I was doing until I was already finished, and then it was like looking back on a dream." He paused for a moment and then said, "I wasn't in control, not at all. It was this compulsion. I had to carve. I didn't know what I was carving, what it would look like … my hand just … it just carved. On and on until …"

He realised he was becoming overtly distressed, so he caught himself, breaking eye contact to stare back up at his handiwork, feeling deep terror in his chest. He felt her hand come up to squeeze his upper arm gently and it helped him calm himself.

"Have I lost it?" he asked the wall quietly.

"Well, it doesn't look good," said May, and he turned back to look at her. She gave him a tiny smile and continued, "But you still seem like yourself to me."

"Are you sure?"

She nodded, her expression earnest.

There was another silence as they stared at each other, conveying without words the significance of what was happening as well as their mutual concern.

Then he said, "You have to keep doing what Fury asked you to do. You have to watch me. Make sure I'm okay. Stop me if I start to behave like a nutcase."

Even though she looked calm and collected, he could still read the strength of her affection in the traces of worry around her eyes, but she nodded, her jaw set.

"Of course."

"I'm the Director now, so I need you to keep me under control. We can't afford any mistakes."

"I know."

"And you need to be ruthless with me, May. Don't take any chances."

"Yes."

He gave her a half-exasperated look, her almost robotic responses not instilling him with much confidence that she was grasping the gravity of his words.

"May, I'm serious, I'm -"

"I've got your back, Phil," she told him firmly, suddenly undeniably present, her eyes bright with resolve. "We'll figure this out, I promise."

x x x

In the few weeks that followed, Phil didn't carve anything again.

He and May had decided that as soon as he felt the need to carve, if he was remotely in his right mind, or in control, he should immediately call her. They managed to cover up the wall in the storage vault and they installed boards in his office so that he wouldn't vandalise the building every time. As the days passed with no incident, May suggested that it might have been a one-off event.

"You seem fine," she said, after he showed her the system in his office he would use to hide the boards. "Garrett went insane almost immediately. Maybe this isn't necessary -"

"No," he said quietly. "It'll happen again."

"How can you be sure?"

"I feel it."

She stared at him, wearing that look she wore when trying to read his mind.

"I don't feel a compulsion to carve anything at the moment," he said, trying to explain. "But it's in there. The patterns, they come to me in my dreams sometimes, and they're … always in the back of my mind. I can't really explain it, but I know I'm going to need to carve them again."

Her face didn't change throughout this speech.

He raised his eyebrows.

"Am I crazy yet?"

And she softened into a little smile.

"Not yet."

"Right. Well, keep me posted."

x x x

Of course, the second time did come. This time he felt it coming, almost like a gathering sneeze. He immediately went to find May, his fingers twitching slightly. On discovering her beating the shit out of a punching bag, he reached out to tap her shoulder. She whipped around and seemed to freeze at the sight of his face.

He gave a nod.

"It's happening," he said.

They went back to his office and she sat on the desk and watched as he gave in, carving feverishly as the sun set slowly outside. She said not a word, and the only sound was the scratching of his knife into the board. When he was done, he let out an immense breath of relief, and then turned around to look at her. The office was almost completely dark, so he struggled to read her expression.

"This time was a bit different," he said eventually. "I was more aware while I was doing it."

She gave a small nod.

"I suppose that's a good thing."

"I think it's because someone else was here," he said, still squinting at her shadowed face.

"Then we make sure I'm always here."

He began to suspect that she hadn't turned on the lights because there were tears in her eyes.

x x x

They began to learn the patterns as time passed. At the beginning, it was every three weeks or so. He began to get better at knowing when it was coming and at controlling the impulse. But he only had control up to a point. It would always take over eventually. May kept telling him to stop fighting it, but he couldn't help it. He hated it and fought to resist, until he couldn't anymore.

They took to documenting the events each time, May in his office behind him. When it was over, he would slump down in exhaustion and she would pour them drinks. It was a great relief to him to have her there while it was happening and when it was over. She calmed him and made him feel as though he wasn't completely at sea. The first few times had been strained, but they soon learned to relax slightly, even joke around a little about it. Of course, the tension was never truly gone.

On top of that, she was indispensable when it came to helping him run SHIELD. He thought sometimes that the whole thing would have collapsed within days if it weren't for her (although she had angrily refuted that when he had shared this opinion with her). She took point on almost all their major ops, since they had decided he should steer clear of field work. Most of the time, he wasn't even on site, and she ran the base then as well.

He distanced himself from everyone else, partly because of his new status, but mostly because of the carving. He felt essentially separate from them now, even though he did miss seeing his team. It was all different now anyway. Ward was in the basement, refusing to speak to anyone. Fitz was a wreck, a shadow of himself. Simmons had asked for the undercover assignment in Hydra and left.

Skye he missed most of all, but she was also the one he was the most keen to avoid.

If anyone was going to bust him for the carving, it was her. And considering his and May's awareness of the fact that she had also been treated with GH.325 and that she was displaying no symptoms at all, he felt that they should delay confiding in her. Not only to be able to observe her, but he also didn't want to worry her, not about him, or about why it was she wasn't reacting. May, surprisingly, suggested more than once that he tell Skye, but he refused.

Still, he missed her. May, as Skye's SO, kept him apprised of her progress in training, telling him that she was doing well. High praise from May, who seemed to be taking as much pride in her development now as he had back when they had all been on the Bus. A simpler time.

Nowadays, May was his main link to the rest of SHIELD, to the world. She was the only one he felt relaxed around, because she was the only one who knew the truth. His isolation from everyone else would have been impossible to bear without her. And even though there were other things he couldn't tell her about, he still felt almost as though she had become something of an extension of himself. Never before had he relied so heavily on someone for so much.

It was funny how just a few months ago, he had – if only briefly - thought he couldn't trust her.

The truth was, there was no one he trusted more, no one he could ever trust as much as Melinda May.

x x x

"Whatever happens, I'll take care of you. That's my plan."

It had near broken his heart when she had presented her plan to him. He had longed so much to agree, to let her whip him away to a cabin in Australia where she would be able to look after him, free from the world of SHIELD, and free from the ugly truth of what needed to be done. But he also had enough insight to know that it was simply impossible.

Quite apart from his own certainty that if he were to become like Garrett, he simply could not be allowed to live anymore, it was for her sake and that of SHIELD that he knew it could never work.

He couldn't condemn her to having to look after an increasingly insane version of himself for what would likely be the rest of their lives, unless he found a way to die early on. He appreciated that she wanted to take care of him, but the point, in his mind, was that he wouldn't be _him_ anymore. She would be babysitting a man who looked like him, but who was someone different. Someone dangerous. Someone who would ruin her life.

And then there was SHIELD. He had been given the responsibility to rebuild SHIELD and if it came to a point where he was unable to do it himself, then it was up to him to make sure there was someone else left behind who would be able to do it properly. And that person was May, and no-one else. Without her to take over for him, SHIELD would be done.

And so it was that he had to ask her to shoot him anyway, had to ask her to do something that he knew would destroy her, haunt her forever. As though she wasn't already haunted enough. But it had to be her. He didn't trust anyone else to be able to make the impossible decision when the time came. To do what needed to be done.

May always did the right thing.

x x x

Things began to escalate. The carving became more and more frequent. From every two weeks to every week. Then twice a week. Then every second day.

He was becoming exhausted very quickly and he and May were both strained, tense with worry as it became clear that they were losing against the compulsion. No attempt at finding an answer was working, even with Skye's help. He still had no idea what the carving was, but his longing to know was beginning to overwhelm him. Even when he wasn't carving, he obsessed over the patterns, losing sleep as he thought and thought about what they could mean.

Then it was every day. He didn't even need to call May anymore. Every evening while everyone else was eating dinner, they would wordlessly head to his office and he would carve. She was the one who suggested he play music while he carved, and it did help take the edge off the urgency he felt in his chest, but only slightly. If anything, it at least drowned out the relentless scratching.

She assured him that he was still himself, just distracted, but he felt that his grip on his sanity was becoming more and more tenuous.

Then he began waking up in the middle of the night, needing to carve. He would go to May's room to wake her. They would make some tea and then back to his office to carve and carve. One night, when he finished, he stared up at the grids and circles and diamonds, and they swam before his exhausted eyes as he was filled with a dreadful helplessness.

He collapsed to his knees in front of it and buried his head in his hands, tears of frustration and fear burning his eyes as he squeezed them shut against the pain.

He didn't hear her approach because the music was still playing softly, but he felt her hand on his shoulder. He turned to find her kneeling beside him, her eyes also shining with tears. She wore an expression of such affectionate sadness on her face that he felt his heart crack again. But it also brought him back to reality slightly, the image haunting him now the face of his friend rather than those damn symbols.

"Don't give up," she told him now, her voice barely above a whisper. "Not yet. You need to keep fighting, for me. We'll figure this out."

Staring into her eyes, he felt resolve come back, easing back into his chest and overpowering the moment of futility and hopelessness. He had asked her to do something terrible for him, and she had agreed. The least he could do was fight until the very end, fight for her.

He nodded.

"I'm not giving up."

x x x

It was three in the morning and he was wide awake. But for the first time in far too long, it was no longer because of the carving. His hands were still, his mind was clear. He felt more at peace than he had felt since before he had died. He got to his feet and went downstairs to the common area where he boiled the kettle, the recently acquired habit of middle of the night tea with May still there, even if the compulsion to carve had left him.

May hadn't been pleased earlier that day when they had returned to the base from Hank Thompson's house. It seemed she and her team had returned shortly before and she had only just discovered that everyone else was gone from the base, when Skye pulled in to the garage. As Phil climbed out of the car, she stormed straight over to him, fury all over her face.

"What the _hell_ were you thinking? And where did you go -"

She paused as she caught sight of the blood on his shirt and his arms and her rage abated in her concern, albeit only slightly.

"It's okay, May," he told her, feeling a rush of joy at the sight of her. "It's all okay now."

"What happened?"

"It's a long story," he said, giving her a wide grin that she did not respond well to.

Scowling heavily and ignoring everyone else, she grabbed his arm and guided him forcefully away towards the med bay, snapping, "Well you'd better get started then."

As Simmons cleaned his wounds, he explained everything. May was clearly not enjoying his story and when he got to the bit about needing to be put in the memory machine, she interrupted to tell him that he was an idiot and that she would not tolerate such reckless behaviour in the future.

Ignoring Simmons's quiet grunt of agreement, he said, "It had to be done, May. I know you would have agreed."

"Then you should have waited for me to come back."

"There wasn't time. I can't explain it, but … it was urgent."

"Then," she said icily, "you should have called me. I would have come."

"You were busy hunting Ward, that was too important to -"

"Nothing is as important as … as this."

He saw her hesitation at Simmons's presence, and he had a small suspicion that she had been intending to say _Nothing is as important as you_.

There was a short pause as she stared coldly at him and he smiled warmly back at her. Then he carried on, now ignoring her snorts of disbelief and disapproval as he told her how he had trapped Skye and threatened a man at gunpoint. But when he got to the part about realising what the carvings meant, her face lost all its anger (which had peaked considerably as he related being hung from the ceiling and sliced up) and she gazed at him as though hardly daring to believe it.

Simmons had disappeared to wash up and the temporary silence around them seemed to hum with meaning.

"It's over, May," he said softly. "I don't need to carve anymore."

She didn't even get a chance to respond properly before Simmons returned, now with Skye and Trip in tow. Skye was filling Trip in on the highlights of recent events and, as was usual when Trip entered a room, the mood immediately lightened into one of infectious cheeriness.

The rest of the day had been busy, and he had only managed to get to bed shortly before midnight. He was exhausted, but unable to sleep.

Now he stretched out on the sofa with his tea, savouring the relief of no longer having to fight against himself. He could just relax. Suddenly May appeared and, apparently not noticing him, headed over to the kettle as well. She frowned when she realised the water was already hot.

"Couldn't sleep either?"

She whipped around to look at him and then gave him a smile. Now that he had the chance to study her properly for the first time since he had told her they were free, he saw how relaxed and relieved she looked as well. The strain around her eyes was gone and her smile was easier than he had seen it in months.

"I got used to you waking me up at this time," she said, turning to make herself some tea. "Guess I'll need to break the habit."

"Guess you will."

She came over to him and he sat up so that she could join him on the sofa. For a while, they drank their tea in comfortable silence, enjoying being in each other's presence without the pressure of the alien symbols hanging over them.

After several minutes, she turned to him.

"This is the last time I'll ask, but are you -"

"I'm sure, May. It's gone."

The mutual joy and relief was such that they couldn't put it into words, so they simply shared a warm smile.

"Thank you, Melinda. For everything over the last few months."

She half shook her head, looking away. She didn't want his thanks, he knew, because for her none of it had been optional. She had vowed to have his back and he knew she wouldn't ever go back on that. But he still wanted her to know the extent of his gratitude.

"I mean it. You kept my head above water, you kept SHIELD running, you … you made commitments no one else would have been able to make. I asked you for too much, every day. And every day, you -"

"Stop it, Phil."

"I need you to know what it means to me."

She finally looked back at him, the emotion in her eyes so intense, it was almost steely.

"I do know. And maybe now you have an idea of what everything you've done for me means to _me_."

He blinked, but couldn't find anything to say, an odd ache in his chest.

She gave him another small smile and said, "Look, let's just move on and enjoy the fact that I'm no longer obligated to murder you. Okay?"

He smiled and lifted his half-drunk mug of tea.

"I'll drink to that."

x x x

tbc

 **A/N:** Thanks for reading!


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